This is our most popular package with UK residents, and includes: Submission of applications that details company's executive officers (£1,000 authorised shared capital, a minimum of one share may be issued) Holding company formation is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees The appointment of your own candidates as directors and secretary (a minimum of two people are required) The following documents will be e-mailed to you (Note: these documents are to be printed and signed): Electronic Certificate of Incorporation (PDF) Electronic Memorandum & Articles of Association (MS Word) Minutes of the First Meeting of Directors (MS Word) Share Certificates and company Register
Economy Package
£ 102.00
Renewal fees from £50.00
This is our most popular package with EU residents, and includes: Submission of applications that details company's executive officers (£1,000 authorised shared capital, a minimum of one share may be issued) Holding company registration is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees The appointment of your own candidates as directors and secretary (a minimum of two people are required) A registered office address for 12 months, provided by Coddan An application form for the following year's renewal of the Registered Office Address service (£50.00) Annual Return and Annual Account reminder The following documents will be e-mailed to you (Note: these documents are to be printed and signed): Electronic Certificate of Incorporation (PDF) Electronic Memorandum & Articles of Association (MS Word) Minutes of the First Meeting of Directors (MS Word) Share Certificates and company Register
Premier Package
£ 151.95
Renewal fees from £99.95
This is our most popular package with small business, and includes: Submission of applications that details company's executive director (£1,000 authorised shared capital, a minimum of one share may be issued) Holding company incorporation is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees Applicant appointment of director for company (appointed electronically) A registered office address for 12 months, provided by Coddan An application form for the following year's renewal of the Registered Office Address service (£50.00) Nominee company secretarial service for 12 months (next year - £49.95) Annual Return and Annual Account reminder The following documents will be posted to you (these documents will be sent via Royal Mail): The original laminated Certificate of Incorporation A bound copy of the Memorandum and Articles of Association The Minutes of the First Directors' Meeting Two printed share certificates and Company Register
Deluxe Package
£ 276.95
Renewal fees from £224.95
This is our most popular package with overseas residents, and includes: £1,000 authorised shared capital, a minimum of one share may be issued Holding company registration online in UK 6-8 workday hours Payment of UK legal and initiation fees A registered office address for 12 months, provided by Coddan Renewal application of following year's fees of Registered Address Company secretarial service for 12 months Coddan provides a company nominee director service for 1 year The name of the nominee director & secretary will appear as a public record Annual Return and Annual Account reminder The following two hard bound copies of corporate documents will be posted to you (Note: these documents are sent to you through Royal Mail Service, and are to be completed upon arrival): The original laminated Certificate of Incorporation A bound copy of the Memorandum and Articles of Association The Minutes of the First Directors' Meeting Two printed share certificates and Company Register A pre-signed, undated letter of resignation from the nominee director A General Power of Attorney signed by nominee director An indemnity Letter for General Power of Attorney A nominee service agreement which provides for the indemnification of the nominees
Business Start-Up: Legal Requirements
Holding Company subscribers may be residents outside the UK. You must appoint a minimum of 1 Director. There is no maximum number of Directors. Directors can be corporate bodies or private individuals. A Director can be of any nationality. Directors need not be formally trained. All companies must appoint a company Secretary. Secretaries can be corporate bodies or private individuals. A Secretary can be of any nationality. If there is only ONE Director he or she CANNOT also be the Secretary. A U.K. company must have a minimum of one shareholder who may be a corporate body or an individual. There is no maximum and no minimum share capital. No restrictions on meeting locations. There must be a minimum of one share in issue. The maximum is determined by the share capital as specified. The company is required to have a registered office in the UK.
HOLDING COMPANIES FORMATIONS. FORMATION OF HOLDING COMPANY: HOLDING COMPANIES INCORPORATED IN UNITED KINGDOM. INCORPORATION AND REGISTRATION OF HOLDING COMPANIES
Holding Company is a company that usually confines its activities to owning stock in and supervising management of other companies. A holding company usually owns a controlling interest in the companies whose stock it holds. In order for a corporation to gain the benefits of tax consolidation, including tax free dividends and the ability to share operating losses, the holding company must own 80% or more of the voting stock of the company.
A company may own one or more other companies which are its subsidiaries. The relationship between parent and subsidiary depends on majority control of the voting rights of shares or the ability to appoint the majority of directors. The precise definition of a holding company is in section 736 of the Companies Act 1985. In June 2002 the UK government introduced a capital gains tax exemption for UK companies with substantial shareholdings in another company. The new rules have now been clarified and apply to UK registered companies, foreign registered companies resident in the UK for tax purposes, as well as UK branches of companies registered outside the United Kingdom.
If you want to become familiar with the description and the contents of holding companies registration packages, offered by Coddan CPM LTD and to find above, what kind of service is included in this or that holding companies incorporation package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the business registration within United Kingdom, please, select the package you need from the list, situated below the banner. The information in the banner will be renewed according to the package you've chosen. The basic document package we provide will not differ significantly from that available at a major corporate law office. Finding and Using Information on This Page:Holding Company Registration Services | Great Britain as an International Holding Company Location | Exporting Companies Using Double Tax Treaties | The Substantial Shareholder Exemption | Online UK Holding Company Formation |
Form a holdings company online in minutes at lawyer-free prices. Coddan CPM LTD was developed by expert attorneys with experience at the most prestigious law firms in the country. We've helped over 50,000 satisfied customers, and our know-how allows us to prepare legal documents quickly and efficiently. Our documents contain advanced provisions that are not found in simple "do-it-yourself" kits or manuals. Coddan CPM LTD lets you take care of common legal procedures without ever leaving your home or office. Our research area contains plenty of helpful guidance. Simply answer an easy-to-understand questionnaire, and Coddan takes care of the rest - no need to download, no need to print. You will receive the completed legal documents printed on quality acid-free paper. How to: Establish a Holding Company in the UK | Form a Holding Corporation in BVI | Incorporate a Cyprus Holding Company | Start a Holding Company in Delaware | Holding Company Formation in Hong Kong
Important Links
Holding Company subscribers may be residents outside the UK. You must appoint a minimum of 1 Director. Directors can be corporate bodies or private individuals. A Director can be of any nationality. All companies must appoint a company Secretary. A Secretary can be of any nationality. If there is only ONE Director he or she CANNOT also be the Secretary. There is no maximum and no minimum share capital. There is no minimum share capital, no paid-in capital requirement. The holding company is required to have a registered office in the United Kingdom.
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We accept phone orders during normal business hours. Credit cards are the preferred method of payment; we accept VISA, MasterCard and Delta. We can accept payment in UK Pounds Sterling, US Dollars, Euros, Australian Dollars and Canadian Dollars. If you call and receive voicemail, just leave your name and number, as clearly and as possible, and we will call you back as soon as possible.
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If you have any questions about the company establishment then please E-Mail or call us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318.
UK HOLDING COMPANY REGISTRATION SERVICES. WHAT IS A BRITISH HOLDING COMPANY?
UK holding companies as companies the purpose of which consists exclusively or primly in the administration of assets or in participation in or the permanent administration of interest in other enterprises. A standard limited company may be used as a holding company of any kind of entity anywhere in the world. Such a structure enhances the owner's privacy, facilitates ultimate sale of the underlying business and may have other practical benefits in the course of day-to-day operations. For example, the holding company could be used to provide loans to subsidiaries in various countries, on which the subsidiaries may obtain the benefit of tax deductions on interest paid.
The English or Scottish holding company of overseas subsidiary companies already performs creditably as an international holding company. Consider the following: the United Kingdom has the widest network of double tax treaties in the world, and is also a signatory to the EU Parent / Subsidiary Directive. Given the quality and extent of the UK's tax treaty network, it is arguably the best performer in the important discipline of extracting overseas dividends at the minimum tax cost.
Whilst the United Kingdom offers no exemption from UK corporation tax on foreign income dividends, it grants double tax relief by way of a credit for foreign corporation tax underlying the dividends provided that the company holds, directly or indirectly, at least 10% of the share capital of the company from whom the tax credit is claimed. Where the underlying foreign corporate tax rate is 30% or more, then the credit will normally be a complete relief from UK corporation tax - and therefore as good as an exemption. It is significant that the UK has lower rates of corporation tax than most other industrial nations.
UK Holding Company's from only £52.00! All Inclusive Company Registration. Each limited company package includes all statutory paperwork and is fully compliant with company law. All our private UK companies are general trading companies and can be used to conduct any type of business. A Certificate of Incorporation, and the Memorandum and Articles of Association of your company will be sent to you upon formation of your company. You can appoint your own directors and secretary BEFORE company incorporation. This is absolutely FREE. Our 4-8 hour online incorporation service enables you to register your company quickly and effortlessly. All government and filing fees are included in the cost of our E-Quick pack. All certificates and documents will be sent directly to you via email immediately following the formation of your company. It will take just 5 minutes to complete the online registration form, then your company could be up and running within 4-8 working hours.
THE E-QUICK PACKAGE CAN BE UPGRADED WITH ANY OF THE FOLLOWING FEATURES:
1. Company Pliers Seal - £20.00. 2. Laminated Hard-copy of the Certificate of Incorporation - £5.95. 3. Laminated Hard-copy of the Certificate of Incorporation, Bound Copies of the Memorandum & Articles, and Combined Company Register - £12.95. 4. Domain Name Registration for two years - £16.00. 5. Provision of a Registered Office Address for 12 months - £50.00. 6. Provision of a Nominee Company Secretary for 12 months - £49.95. 7. Certificate of Good Standing - £35.00. 8. Notarisation & Apostille of Documents.
The United Kingdom is remarkable in not imposing any withholding tax on dividends distributed by companies to UK non-resident shareholders. It therefore outperforms the other leading holding company locations in this regard.
The United Kingdom has always had substantial non-tax attractions as a location for the holding company of an international group. The Headline corporate tax rate is the lowest of the major economies and generous interest relief provisions reduce taxable profits and make the effective tax rate even lower. The UK has an extremely extensive network of double tax agreements. Unlike many of its European counterparts, the UK does not have capital duty on share subscriptions and there is no withholding tax on dividends paid by United Kingdom companies, irrespective of the residence of the shareholder.
Legislation exempting capital gains on the disposal of substantial shareholdings took effect 1 April 2002 in advance of the publication of the 2002 Finance Bill which will enact the legislation retrospectively. This participation exemption is a major development and one which makes the UK even more attractive. For many years the business community has argued for the introduction of a "participation exemption" on capital gains and dividends to bring it in line with a number of other European jurisdictions in particular the Netherlands.
The new legislation meets these demands whilst setting out certain conditions and anti-abuse provisions and effectively sets the UK ahead of its competitors in respect of its holding company facility.
For capital gains exemption the investing company must have held a substantial shareholding in the company invested in for a period of twelve months within the two years prior to the disposal. It is not therefore necessary for the investing company to have a substantial shareholding at the time of the disposal to qualify. A substantial shareholding is at least 10% of the ordinary share capital of the company invested in and 10% of the rights to profits available for distribution and assets on a winding up.
The investing company must be either a sole trading company or a member of a trading group throughout the period beginning with the start of the last twelve month period in which the substantial shareholding requirements was met, and ending at the time of disposal and also immediately after the disposal.
"Trading" in this sense extends to preparing to carry out a trade or to acquiring a significant interest in the share capital of another trading company or holding company of a trading group (subject to the proviso that the interest acquired is not already a member of the acquiring company's group).
The investing company must be a "qualifying trading company" or a "qualifying holding company" throughout the period beginning with the start of the last twelve month period in which the substantial shareholding condition is met and ending at the time of the disposal and also immediately after the disposal. The definition of a "qualifying trading company" is one which does not carry on to any substantial extent non-trading activities such as holding intellectual property and ownership of land or assets as investments.
A "qualifying holding company" is one which together with its 51% subsidiaries does not carry on to any substantial extent non-trading activities.
Whilst the legislation marks the UK out further as an attractive jurisdiction for holding company purposes it is important to remember that exemption applies only where the conditions set out in the legislation are met. The investing company must be a trading company immediately after the disposal. If as a consequence of a disposal, a company ceases to be a trading company or the holding company of a trading group because its non-trading activities comprise more than 20% of its activities, the gains will not be exempt.
United Kingdom owned groups have frequently used intermediate holding companies to hold shares in overseas trading companies. This has been done for a variety of reasons including getting the best mix of tax rates. With the advent of the new legislation the need for such intermediate holding companies is now questionable and the cost of establishing and maintaining such companies may no longer be justified in many situations. The withholding tax suffered on distributions via an intermediate holding company is more likely to be more than would be the case if the UK parent owned the company directly.
There may be tax-planning opportunities in eliminating the overseas holding companies. In particular, if such companies have retained profits, it may be possible to bring those profits onshore tax-free. In June 2002 the UK government introduced a capital gains tax exemption for UK companies with substantial shareholdings in another company. The new rules have now been clarified and apply to registered companies, foreign registered companies resident in the UK for tax purposes, as well as UK branches of companies registered outside the United Kingdom.
The following requirements must be observed: the Investing Company (or Holding Company) must hold at least 10% of the ordinary share capital of the Subsidiary company for at least 12 continuous months (then 12 months must not begin more than 2 years prior to the disposal of the shares). The Investing Company (or Holding company) must be a trading company by itself or a holding company of a trading group during the 12 months period mentioned above. The Subsidiary company must be either a trading company by itself or the Holding company of a trading group for the whole of the 12-month period. Trading activities mean activities in a trade, profession, or vocation carried on, on a commercial basis with a view of generating profits. Similar provisions apply for group companies.
Do You Want to Register Holding Company Offshore? Use may be made of an offshore holding company which would fund the operation of subsidiaries in various countries so that the subsidiaries obtain the benefit of tax deductions on interest paid. If the holding company is situated in an offshore area where there are no income or corporation taxes and no requirement that dividends must be paid, then the profits which are accumulated in the tax free climate can be used to fund the requirement of subsidiaries or reinvested as business convenience suggests.
A BVI (or Seychelles, Belize, Cyprus, Hong Kong or Spanish) IBC may be used as a holding company of any kind of entity anywhere in the world. Such a structure enhances the owner's privacy, facilitates ultimate sale of the underlying business and may have other practical benefits in the course of day to day operations. For example, the holding company could be used to provide loans to subsidiaries in various countries, on which the subsidiaries may obtain the benefit of tax deductions on interest paid. Since the holding company is situated in the BVI, where there are no income or corporate taxes on IBCs and no dividend payment requirements, profits which are accumulated in the tax free jurisdiction can be used to fund subsidiaries' requirements or reinvested elsewhere. Offshore Tax Havens:Should You Go Offshore For Asset Protection?
Do Are You Aware of the Corporate tax Incentives in the State of Delaware? Do you want to minimize corporate income taxes, improve profits, and consequently increase cash flow? Learn how to shift taxable income from one state to tax exempt income in Delaware. The State of Delaware is the home of many successful companies due to its business friendly infrastructure including its business climate, court structure, and corporate tax exemptions. As states today are increasing the tax burden on corporations, you can take advantage of an attractive opportunity in the State of Delaware - the Delaware Holding Company.
There are more than 7,000 such companies registered in Delaware. This large number demonstrates the recognition and widespread acceptance that this savings opportunity has achieved since the holding company law was first enacted in 1958. The following information introduces you to the concept of the Delaware holding company so that you can start an informed discussion with your financial, tax, and legal advisors on this unique tax advantage. Section 1902(b)(8) of the Delaware code provides exemption from Delaware corporate income tax for corporations whose activities within the State of Delaware are confined to the maintenance and management of their intangible investments and the collection and distribution of the income from such investments or from tangible property physically located outside this state.
Under the law, "intangible investments" include, without limitation, investments in stocks, bonds, notes, and other debt obligations (including debt obligations of affiliated corporations), patents, patent applications, trademarks, trade names, and similar types of intangible assets. A "corporation" can also refer to a limited liability company (LLC) or a business trust if the entity is taxable as a corporation for federal income tax purposes. "Intangible investments" can also refer to service marks, copyrights, franchises, technical know-how, inventions, unique computer software or manufacturing processes, and secret formulas. This list is not necessarily all-inclusive.
The following examples represent some of the more common uses of Delaware holding companies. These examples by no means constitute an exhaustive list of all possible uses as new and innovative applications of Delaware holding companies are increasing.
Holding an Investment Portfolio: If a corporation pays state income tax on investment income, the income-producing assets can be contributed to a Delaware holding company. The investment income would then be exempt from Delaware corporate income tax. The parent’s cash requirements can be met through a dividend, if the parent’s home state allows a dividend received deduction in computing state taxable income, or a loan from the Delaware holding company to the parent at prevailing market rates. Debt obligations of affiliates are permissible investments for a Delaware holding company. Interest received by a Delaware holding company on a loan to an affiliate will not be subject to Delaware tax and may generate an interest deduction to the affiliate in its domicile jurisdiction.
Intellectual Property Activities: When a company holds the rights to patents, trademarks, or other similar intellectual property, state tax savings can be realized by transferring the assets to a Delaware holding company and collecting the royalties or license fees, whether from affiliates or unrelated third parties, in the Delaware holding company. The company holding and licensing such intellectual property can perform the necessary policing activities to maintain proper registration. Moreover, this may provide a deductible expense for the licensee. Properly structured intellectual property licensing arrangements can produce substantial state tax savings to an affiliated group of corporations.
Sales Vehicle: When substantial investment assets or subsidiaries are to be sold at a gain, state taxes may be saved by transferring the assets or subsidiaries to a Delaware holding company in a reasonable time prior to the sale. Under appropriate circumstances, the gain is not subject to Delaware tax and it may also escape the tax that would have been payable to the parent’s state of domicile if the parent had sold the assets itself.
Minority Stock Interest: Several states in their income tax statutes provide an exclusion for dividends received from wholly owned domestic subsidiaries, but not from foreign subsidiaries or from subsidiaries less than a certain percentage of whose stock is owned. If the stock in such a subsidiary were to be transferred to a Delaware holding company, the dividends paid by the subsidiary could escape Delaware tax. The Delaware holding company’s payment to its parent in the form of a dividend may qualify for exclusion from the parent’s state tax base. For those states that follow the federal deduction, 100% of the dividends received from a Delaware holding company of which the parent owns at least 80% would not be subject to taxation. How to Form a Holding Company in the UK | Incorporate a Holding Corporation in BVI | Start-Up a Cyprus Holding Company | Form a Holding Company in Delaware | Holding Company Registration in Hong Kong |
GREAT BRITAIN AS AN INTERNATIONAL HOLDING COMPANY LOCATION
The United Kingdom has generally been overlooked as an international holding company location. For many years this state of affairs was exacerbated by the UK tax regime's requirement that an advanced payment of corporation tax, known as ACT, become due whenever a dividend was paid. In many cases zero or very low rates of UK corporation tax would be payable on the foreign income of such companies (due to double taxation relief), and thus ACT became irrecoverable as there was no UK corporation tax payable against which to set off the ACT. Fortunately, ACT is no longer with us, and this has put the United Kingdom in a very competitive position with the famous international holding company regimes of the European continent: Austria, Belgium, Denmark, Luxemburg, The Netherlands and Switzerland.
In fact, the United Kingdom has many competitive advantages over these "des